


Memories of a Broken Timeline

by FanficMagicalGirl



Category: Doctor Strange (2016), Mahou Shoujo Madoka Magika | Puella Magi Madoka Magica, Marvel Cinematic Universe
Genre: Akemi Homura Needs a Hug, Alternate Timelines, Being Homura Is Suffering, Canonical Character Death, Constructive Criticism Welcome, Crossover, Doctor Strange (2016) Spoilers, Epic Friendship, Exposition, Gen, Kyubey is Awful, Mentioned Peter Parker, Mild Gore, Minor Original Character(s), POV Akemi Homura, POV Alternating, POV Stephen Strange, POV Third Person, Platonic Relationships, Post-Doctor Strange (2016), Puella Magi Madoka Magica Spoilers, Teamwork, Trust Issues, Why Did I Write This?, badly-written fight scenes
Language: English
Status: Completed
Published: 2018-10-20
Updated: 2019-01-09
Packaged: 2019-08-04 22:53:32
Rating: Teen And Up Audiences
Warnings: Graphic Depictions Of Violence, Major Character Death
Chapters: 17
Words: 15,805
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/16355810
Author URL: https://archiveofourown.org/users/FanficMagicalGirl/pseuds/FanficMagicalGirl
Summary: Homura Akemi knows what she's doing. She's done it enough times to know almost every possibility. Yet this man was new. A man claiming to be a "master of the mystic arts" who knows about her time traveling? How could they not have met before? And can he be trusted?





	1. Beginnings

Homura sighed, last wisps of the labyrinth fading around her into the garage yet again. She spun around, toward the exit. She walked out, a purple flash rippling over her body, morphing her magical girl uniform back into her school one. Waving her hand gently over her soul gem, turning it into a ring once more. Madoka should be meeting Sayaka and Hitomi is the café right about now. She ran a hand through her hair, throwing it back over her shoulder as she strode through the mall. She passed the girls sitting in the café, passionately involved in a conversation about some irrelevant topic, unaware of the horror she was desperately trying to hide from them. She passed the music shop, the bookstore, and other places she’d never returned to, filled with memories of failed timelines, places where it had all gone wrong, failures that had technically never happened. Homura pushed against the doors and burst out of the mall into the sunlight, reflected off the windows of the buildings towering around her. 

She broke out into a run, racing through the town, for no reason other than that she wanted to. She flew past buildings and people she’d known in half-remembered timelines: people who looked vaguely familiar, places she’d fought other magical girls she’d never seen again, who had never reappeared. She likewise passed things and people she knew well. She passed Saotome-san and a man who was probably her boyfriend drinking tea is a small café Mami had repeatedly taken her to. They made wonderful strawberry crepes. She saw Madoka’s father and little brother eating ice cream and walking toward the park. Tatsuya reached out for her as she ran by as though he knew her, despite the fact he couldn’t possibly, given that, in this timeline, they had never met. He looked as though he was going to call her name, yet couldn’t remember it. Homura just kept running, ignoring them all. 

She didn’t stop until she reached the bridge where she had first been saved by Madoka, hundreds of timelines ago, and where she’d lost countless battles to Walpurgisnacht. As she looked at the structure that bore no evidence of the struggle that would one day take place there, she restated her vow. She would do whatever it took to save Madoka, no matter the price, no matter how many tries it took.

“Homura Akemi,” a man’s voice behind her said. She froze. Who was he? How did he know her name? What did he want? She turned around to face him. He looked like some kind of cosplayer, wearing a blue tunic with a high collared red cloak. He must be very dedicated to his cosplay go out onto public streets dressed like that. “Homura Akemi,” he repeated as he grabbed her arm, and pulled her back. She noticed too late that behind him was a fiery circle within which was another place entirely, a room with two chairs surrounded by books and other objects she didn’t recognize. He pulled her through the circle and forced her into one of the chairs. The circle closed behind him. She tried to stand up, to transform, to flee, yet she couldn’t. She shook and struggled, pushing against the force keeping her trapped in this strange man’s chair. “Homura Akemi. You have been haphazardly playing with time itself. You have repeatedly torn it apart and sloppily stitched it back together. As a guardian of the natural order, I cannot allow you to continue.” Homura didn’t respond; she just continued pushing against the chair. “Either you stop, or I will be forced to stop you.”

“I have to save Madoka. I have to prevent her from getting killed, whatever it takes.” It was the first time in all her tries she’d admitted her quest to anyone besides Madoka. He looked at her, eyes locking with hers.

“Why is Madoka so important that you would willfully destroy everything for her?”

“She’s my best friend. She saved me. I am returning the favor.”

“I don’t know who Madoka is, or what she saved you from, but whoever she is, she’s not worth all of reality.”

“But she is,” Homura hissed. She ducked her hand behind her back in an effort to hide what she was doing. She morphed her ring back into her Soul Gem. She sent the thought to trigger her transformation. Purple light flowed over her body, replacing her school uniform with her magical girl costume and manifesting her shield. The man gave her a once-over.

“That’s not going to help you,” he sighed, “whatever you just did.” She reached into her shield, and began fishing around, trying to choose her weapon. He continued watching her, curiosity still piqued by her magical girl form. He watched in confusion and something bordering surprise as she pulled a loaded gun out of her shield and aimed it squarely at his chest. He spun his hands, generating a large orange shield around himself. She turned the gun towards the bookshelf and fired a single bullet into the books, leaving them charred and sizzling. The man turned to her angrily. “Those books are irreplaceable records from millennia ago,” he hissed as he raced over the shelf, shield still up as he attempted to put out the fire. As his attention shifted away from her, the force holding her down dissolved. She pushed to her feet through the swiftly-fading barrier and took off running. The man turned toward her in alarm and flicked his hand, summoning another orange circle, this one small and clearly meant as a weapon. She fired another shot toward him, which dissolved upon hitting his raised weapons. He began to run toward her, prepared to defend himself. As she ran, she turned her shield and watched the world slow to a halt around her. She darted from room to room, seeking an exit from the strange building he had brought her to, until she finally came to a door. She bolted out into the frozen streets of a city she did not recognize.

Homura just kept running. She didn’t know where she was. She didn’t know where she was going. As she ducked around frozen people, she tried to get her bearings. Looking up at the unfamiliar skyline, she caught sight of an oddly-shaped building standing out among the array of identical skyscrapers. On the side of the building was emblazoned a large letter A with a circle. It looked familiar, like something with she might have seen in a past timeline or two. She’d been through so many, she couldn’t remember. She spotted another unique building protruded from the skyline. This one she definitely recognized: The Empire State Building. She was in New York, halfway around the world. How was she going to get home? She had to get back to Madoka, stop the Incubator from getting to her. She just kept going, although she still did not know where to. She just knew she had to keep moving. Her hair flew behind her. She ducked behind a building, catching a glimpse of its occupants through the window: two boys, one with wavy brown hair and the other, who had black hair and glasses, suspended in place, leaning over a pile of Legos on a table. Homura bolted around the corner, eyes scanning for some indication of her location.

She slowed back to walk as everything resumed motion, her power spent. This was bad. This was very bad. She was alone, being chased by a strange man on what was presumably his home turf, with little power left. She ducked around yet another corner and resumed running, still desperate to get away. She stumbled over something, sending her careening forward onto her knees. She looked back to see what had tripped her up. Wrapped around her legs were burning red bands, crackling and sparking.

“Well, Miss Akemi, while that was rather impressive, I’m afraid it was likewise rather futile.”


	2. Agreement

Homura was sitting back in the chair she had fought so hard to escape, this time held down by red ropes that only seemed to tighten the more she strained against them. “Now, Miss Akemi, you are going to tell me exactly what is going on.” She stared at him, silently, determined not to tell him anything. “Listen. You are destroying the fabric of time and you need to stop, one way or another. Maybe I can help you solve your problem, but only if you tell me what you’re doing.” She continued staring. This man she didn’t know wanted to help her, or so he claimed. This man who had magically kidnapped her and transported her halfway around the world, and repeatedly trapped her in this chair said he wanted to help her. There was no way she could trust him after all that.

“Let me go,” she demanded.

“What insurance do I have that you won’t just disappear on me again?” The man spat back.

“I wouldn’t be able to,” she admitted.

“Why should I believe you?”

“Maybe you shouldn’t. Maybe as a show of faith. Prove you trust me. You’ve brought me half a world away from any sort of help or familiarity and treated me like an insolent child.”

“You are behaving like an insolent child. You stubbornly refuse to stop doing what you want for the greater good of the universe or even accept help when it’s offered to you,” he scolded. She tensed. She’d heard the phrase “for the greater good of the universe” thrown around to justify horrific things too many times to trust in it anymore. 

“Why would I accept your help? I have no reason to believe I should trust you with anything, let alone everything.” Homura met his eyes, gaze unwavering as he stared back at her. Finally, he relented. Her bonds dissipated as though they had never been there. She stood upright. “Who are you?” she asked.

“Dr. Stephen Strange, master of the mystic arts,” he responded. “And you are?”

“Hold on. What does that mean?” she dodged.

“I wield dimensional energies, which you would probably call magic, for the purpose of defending the natural laws of this universe, laws which you have been flagrantly ignoring in your obsession with saving your Madoka.” So he was some kind of magic user, a sorcerer of some sort. That was bad; magic always comes with a price. Homura knew that most of all. Still, maybe, just maybe, he could actually help her. “Now it’s time for you to answer me. Who and what are you, Miss Akemi, and what are you doing?”

“As you obviously know, my name is Homura Akemi. I’m a magical girl. I’ve been looping this month, from the day I met Madoka to the day Walpurgisnacht attacks our town, the day she dies,” she admitted.

“What do those things mean? I assume you don’t mean Walpurgisnacht as in the German holiday.” Dr. Strange pried.

“A magical girl is someone wields magic to fights witches. Walpurgisnacht is an incredibly powerful witch, one no single magical girl could defeat. In every single timeline, Madoka has either died fighting her, or defeated her and then become a witch herself. I’ve redone this month thousands of times to ensure that she survives as herself, yet I’ve failed in every timeline. When I succeed, I’ll finally be able to stop, but I will not stop until I do it, not for you nor for anyone else,” she explained.

“How does one become a magical girl?” 

“A magical girl is born when a girl makes a contract with a creature called Kyubey, agreeing to fight witches until she becomes one herself or, less commonly, is killed in battle, in exchange for a wish, a miracle. The most effective way to prevent Madoka from dying would probably be to prevent her from becoming one,”

“So you fight witches… until you become one or die? What turns you into a witch?” he asked. Homura raised her hand to show him her gem.

“This is called a soul gem. Every magical girl has one; they’re the source of our power. They are created when we make our contracts. As we use our magic, they become more and more clouded with despair.” Reaching into her shield, she revealed a grief seed. “This is a grief seed. They appear when someone kills a witch, and can be used to cleanse a soul gem,” she continued. She released her transformation, the flash rippling over her body again and revealing her Mitakihara Middle School uniform. Holding the gem in the palm of her hand, she touched the seed to it and drew the inky dark impurities out. “If a girl’s gem becomes too corrupted, she turns into a witch and the soul gem changes into a grief seed.”

“Girls all over the world agree to this?”

“Well, they aren’t told that magical girls will one day become witches. Most don’t learn until it is much too late for them. Kyubey doesn’t lie, it’ll tell you so and that’s probably true, but it has so perfectly mastered lying by omission so none of these girls realise what they are agreeing to. If you confront it, it claims to be doing this for the good of the universe; it says that it’s harvesting energy from the process to be used in order to prevent the death of the universe via entropy millions of years from now. That’s why telling me to do things ‘for the greater good of the universe’ is not going to convince me of anything; I’ve seen my friends repeatedly end up dead or turned into witches, supposedly for the good of the universe,” Dr. Strange looked at her, sympathetic. He collected himself, trying to determine the best course of action. He put a hand on her shoulder and smiled gently.

“Well, how about this? I will help you protect your friend Madoka from Kyubey. If I do, you won’t have any need to travel through time anymore, and therefore, stop recklessly changing and damaging the timeline,” he offered. Homura just nodded. She might have cried then, had she not long ago given up on tears, rejected any expression of her pain and grief, and, in a way, rejected the feelings themselves. This man had handed her an opportunity for real hope, a chance to finally truly change the ending.


	3. Research

Dr. Strange sat down and exhaled sharply. When he realized time was being destroyed by a teenager, he had assumed that all he had to do was grab them and give them a stern talking-to. He was certainly not prepared for Homura’s story. He had sent her back to Japan in order to process and plan his next move. He had agreed to help her save Madoka as long as she stopped. He’d also decided he needed to defeat this Kyubey creature and prevent it from hurting anyone else. 

He scanned the room: the chair, the collected artifacts, the bookshelf, the smoldering hole in the wood and pages, emitting the faint smell of burnt leather. He stood back up, walking towards the door at the top of the stairs, the one that lead to Kamar-Taj. He passed through the doorway. Sitting in the center of the room was a pedestal, and on it lay the Eye of Agamotto. He reached out, hand hovering over the Eye, prepared to pick up the amulet.

“Stephen, what are you doing?” Wong called. “You’re supposed to be handling the interloper who has been wrecking time left and right, not joining in their crimes.”

“Well, I met with her and we struck a deal. She’s been traveling through time repeatedly to save her friend. If I help her save said friend, she’ll have no need keep going back through time. She agreed to let me help her.”

“What do you need the Eye of Agamotto for?”

“Well, we got sort of off on the wrong foot. I need it to fix something, and it’s not possible to do it any other way,” he said as he grabbed the Eye and turned back towards the New York Sanctum.

“Stephen. Be careful,” Wong warned him as he left the room and turned the corner. He climbed back down the stairs and returned to the room he’d met Homura in. He turned to the burnt and damaged books and slipped the Eye over his head. He slid his hands over the amulet, opening its eye. He held his hand over the hole and turned it, reversing what had happened. He watched paper and wood and leather straighten out and knit back together as the bullet floated out of the hole and into his waiting hand.

Once the books had reformed, Stephen slid the Eye shut and slipped it off. He lay it on the table and raised the bullet to eye level to examine it. It was a standard bullet, the kind you’d find at any gun supply store or on any common criminal, the kind he saw several times every day when back he worked at the hospital. More concerning was how Homura got one. She couldn’t go somewhere and buy one and he couldn’t feel strong enough magic coming off of it for it generated with her powers, which meant she probably stole it. That wasn’t good. He returned the Eye and kept going, making his way into the Kamar-Taj library. 

“I assume you’ve handled whatever you had to do,” Wong commented.

“Of course. I don’t leave things unfinished,” Stephen said as he walked through the rows upon rows of leather-bound books stamped with titles in languages from Latin to Sanskrit to Maori to Old English.

“The half-read pile of books you returned last week begs to differ,” Wong retorted. Stephen stopped in front of a book titled Filii Faustii: Contractus, Artificia, Pactiones. He slid it off the shelf and handed it to Wong, who recorded it and passed it back. He returned to his room and opened the book. His Latin was pretty good, but it was going to be difficult to find information when he didn’t know what the name of the creature was in Latin or what it looked like, so he went looking for any mention of those terms she used: magical girl, witch, soul gem, grief seed, entropy. 

He flipped through the book, pages flipping past as he skimmed through sections on why people would make deals, how to tell if someone had made a deal, until he found what he was looking for: creatures to make deals with. First came the standard array of demons, interdimensional gods and other powerful beings, then the more rare ones, sprites and spirits, ghosts and ghouls. He read each page carefully, waiting for a mention of the creature Kyubey, or any other the related things. Several times, he thought he had found something. Demons that turned people into witches, random uses of the word grief, or gem, or, more often, soul, but nothing substantial. It wasn’t until he reached the section on extraplanetary beings that he hit even a clue. A picture of a cat-like creature labelled Incubator, and the caption, “The incubators are small aliens dedicated to the preservation of the universe through contracts with young girls it calls magical girls.” He exhaled softly. He’d found it. 

“Incubator,” he mused softly, “That’s an interesting name for such a creature.” He sat back against his chair and began reading.

Incubators are a species of alien. They harvest energy from the despair of girls that they call magical girls to protect the universe from entropy. To do this, they will form a contract with these girls: a miracle in exchange for their service. Once these girls form a contract, it will pull their souls out of their bodies and form them into Soul Gems, a process which is meant to enhance their strength, endurance, and pain threshold. As long as they have their Soul Gems with them undamaged, they could hypothetically recover from anything. As they use their powers, the hope these girls supposedly represent is replaced with an equivalent amount of despair. 

The Soul Gem will therefore darken and become corrupted. They can be cleansed using Grief Seeds. Grief Seeds come from the enemies of magical girls: witches. Witches are born when a magical girl becomes completely corrupted and is overwhelmed with despair. Grief Seeds are the Soul Gems of witches, also called the witch’s egg. If it absorbs enough despair, it can become another copy of that same witch. Only the incubators can stop that, by consuming the Grief Seed and harvesting its energy. 

Witches can also grow from the familiars released into the world by other witches. There is currently no known way to break the creature’s contracts.  
Witches reside in labyrinths, alternate planes of reality completely under their control. These areas are populated by familiars, creatures born from the witch’s identity before she fell. Given long enough, these familiars will splinter off. When killed, these creatures do not leave Grief Seeds, as they are not full witches. They can, however, become full witches if they feed on enough people, at which point they do have Grief Seeds. 

The incubators are functionally immortal. When killed, they will transfer their consciousness to a seemingly endless supply of identical bodies. 

He slammed the book shut. Homura had been telling the truth. This was bad, very bad. How could he defeat a creature capable of endlessly replacing itself? How could he end this cycle? He closed his eyes and released his astral form into the world.


	4. Discovery

As Doctor Strange’s astral form soared across the world, Homura was walking to school, lost in thought. She didn’t know what to think. Doctor Strange was an anomaly, someone who has never happened before. What did he really want? Few truly just want to help with no ulterior motives; Madoka stood out as the only one in all her travels. How could she work with such a lack of information? What if she messed up this opportunity and the chance never came again? If he was her only chance and she blew it… Homura shook her head, trying to clear her mind. She just had to push through.

Madoka and Sayaka rushed past, pursuing a crying Hitomi. Her eyes widened in horror as she caught a glimpse of a very familiar pink and white tail wrapped around Madoka’s neck. Kyubey. The Incubator was here. It was too late to prevent Madoka from finding out. All that was left was the slight chance she could stave off Madoka’s contract until after Walpurgisnacht had come and gone. She turned her eyes up towards a tower nearby. 

Mami Tomoe sat on the top of a building, legs kicking over the edge as she watched from above. Homura had long ago figured out how to shut herself off from Kyubey’s telepathy, yet she could still imagine what they were talking about. Madoka and Sayaka were likely marveling over the whole thing while Mami reassured them that no one could see Kyubey and that she could handle Homura. She almost snorted. She’d fought both against and alongside Mami enough that she knew everything about the girl’s fighting style. She threw her hair over her shoulder and turned away.

When she finally slid into her seat in the classroom, Saotome-sensei was already gearing up another rant about how much she loved her boyfriend, or perhaps it was time for the men are worthless tirade; Homura honestly didn’t care. She’d heard it all before, and she’d barely bothered the first time around. She turned around to see Sayaka glaring at her. By now, Kyubey was likewise watching her, perched on the edge of Madoka’s desk, beady red eyes meeting hers. Its deceptive smile remained as unwavering as ever. Saotome-sensei sighed deeply and picked up her chalk.

“Alright, class. It’s time to begin.” Homura closed her eyes. She just had to pretend to pay attention, maintain the illusion that she hadn’t heard this all thousands of times before. She had to convince them she was actually a transfer student who’d lost a lot of time in school and was struggling to keep up. She pulled out a piece of paper, prepared to take notes. At that point, she could copy them easily from memory. She stared blankly at the board as her hand flew over her paper and her mind wandered.

“Akemi-san!” a voice shouted. She blinked and looked behind up. Behind her was her classmate Keiko, a tall girl whose brown curls brushed the edge of her back. Homura had vague memories of a timeline where she’d been a magical girl, but it had only happened once in all her travels and was unlikely to happen again. “Akemi-san, do you want to get tea after school today?” She shook her head.

“I have errands to do today. I’m sorry,” she said instinctively, as she rose to her feet and slung her bag over her shoulder. Keiko sighed, bowed, and turned away. Homura turned and walked out of the classroom and through the halls, watching the other children laugh, talk, and eat. Her feet habitually carried her up the stairs, to the roof of the school. She stood at the top of the stairway. 

She closed her eyes and listened. Madoka and Sayaka were talking about their wishes would be. Sayaka was clearly frustrated by the fact she got a wish when there were far more deserving people, people who needed it more. Homura sighed softly; things usually ended badly for Sayaka, but really, at heart, she was a good kid. Most of the time, her wish was, in fact, to help someone else: usually the boy Kyousuke, who would never love her. Several times, it was Hitomi, who, in a few unusual timelines, had almost been killed by a witch.

Madoka was bemoaning that she didn’t know that her wish could be. Her wish was variable, she’d wished for a variety of things, seemingly with no rhyme or reason; sometimes she also wanted to heal someone, other times she wished for power, either for her own benefit, or to be able to protect someone. This was a good sign, they hadn’t made their wishes yet. She emerged onto the roof, tossing her hair over her shoulder. Homura caught a glimpse of something yellow across the street. Mami Tomoe was watching them, gun calmly trained on Homura’s head. She nodded to her and shifted to face Madoka and Sayaka. Kyubey sat on a bench, tail trailing over the edge. Sayaka glared at her.

“What do you want?” she spat. Homura stepped forward slowly.

“Don’t do this. Whatever you do, do not fall for its false promises. Do not make a contract with that monster.”

“He’s not a monster!” Madoka protested. Homura blinked. The Incubator had conned her into believing that it was worthy of being treated as sentient, as anything more than a destructive machine, turning dreams into disaster. She spun to leave. “Wait.” Homura turned back to face her. “What did you wish for?” She just closed her eyes and walked away. 

She could hear the girls talking behind her. As she descended, a strange apparition took form before her. She instinctively reached for her soul gem, prepared to defend herself. Only after a few tense moments did she realize that she was looking at Doctor Strange, albeit some translucent, probably intangible version of him. She lowered her hand tentatively.

“Miss Akemi,” he said, “I’ve done some research. It appears there is no way to break a contract once made.” Homura’s face fell.

“She’s already met Kyubey. We have to prevent her from making a contract.”

“When? How do you know?”

“It’s here. It’s up there.” She pointed to the roof. A look of realization flashed across his face.  
“I knew I felt something off about this school,” he sighed as he disappeared. Moments later, he returned. “Well, it’s definitely there. I saw it. Problem is, I think it can sense  
me as well.” She tensed. He’d just revealed himself to the enemy. Even if she knew everything Kyubey could do, she’d prefer he didn’t know what she had at her disposal. The bell rang downstairs.

“I have to go,” she said. He disappeared and she climbed down the stairs, Sayaka and Madoka coming after her. She sat down and returned to pretending to take notes. Her hand moved independent of her mind. Her consciousness wandered into her soul gem and her body entered complete autopilot, moving without her attention. Her mind floated in the void of her soul, surrounded by fragmented memories in the glowing purple fog. Images floated around her: Madoka throwing her arms around her, Sayaka standing over Hitomi’s dying body speaking to the incubator leering across from her, Walpurgisnacht looming over Mami under a gray sky, Kyoko disappearing into Sayaka’s labyrinth. She resumed control of her body as the bell rang out. Time flowed strangely inside her soul gem. She rose to her feet and turned to leave.


	5. Aversion

Dr. Strange was following Homura from a distance, invisible. Of course, she knew. She’d asked him to, because she knew she’d need help to make today go well. Mami Tomoe was following Madoka to a grief seed fated to bear a certain witch. There was a good chance Mami was going to die today. She stalked behind them, in an effort to protect them, an effort she was almost certain would fail. No anomaly in the timeline could keep Mami alive through Charlotte’s labyrinth without a partner, and she knew she wouldn’t let her act as her partner. She tossed her hair over her shoulder. The hospital came into view ahead of her. Homura knew Sayaka and Kyubey were already engulfed in the witch’s realm. She watched Mami swipe a hole in the world and pull Madoka behind her between realities. 

“Doctor Strange,” she called. “I’m going to enter the labyrinth. Stay close to me until we’re through.” She ran down to the wall, soul gem flickering and uniform manifesting. Wisps of purple energy were still forming the edges of the bow when she raised her arm and forced her way through. The world twisted familiarly around her as the witch’s domain manifested.

“Doctor Strange? Where are you?” He solidified into view. “You didn’t have to do that. I just need to know where you are.” He moved his hands in a series of circular and square motions and disappeared. She reached out and grabbed his hand, sliding back her shield and pulling time to a stop. “Run,” she hissed, “and don’t let go.” He squeezed her hand, which she decided to interpret as his agreement. 

Homura pulled him through the labyrinth’s distinctive sights, littered with the remains of familiars. A nurse’s hat lay splattered with blood at her feet. She kicked it, watching it slow to complete stasis in midair. They finally found Sayaka, Mami, Madoka, and the incubator frozen at the edge of the barrier. She released her hold over time and let go of Dr. Strange. They turned to face her in shock. 

“What do you want, miss transfer student? Here to try to discourage us from becoming heroes? ‘Oh, don’t fall for the chance to help people and get whatever you’d like’,” Sayaka hissed.

“Don’t go in there, Mami. This witch is not like the others. Please just stay here, or let me come with you.”

“Just because you want the grief seed, I’m supposed to back down? I won’t let you get in my way anymore,” Mami spat as she pulled two ribbons from behind her back. With a flick of her hands, the ribbons spiralled around Homura and bound her tightly, attached to the walls. Homura struggled and writhed in what she already knew was a futile attempt to escape.

“Mami, please,” she called, but it was already too late; the girls had vanished beyond the barrier. Dr. Strange reappeared in front of her. 

“Well, that went well. What’s so special about this witch that Miss Tomoe, a veteran magical girl, can’t handle it?” 

“There isn’t time for this! Can you get me out?” He nodded, raising his hands in a series of rapidfire motions, generating the circular orange weapons she’d seen him use when they’d first met. 

“Hold still,” he ordered. Homura complied as he came closer. “There’s time now. Explain what’s so special about this witch.”

While he quickly but carefully cut the ribbons one by one, she told him. “This is the labyrinth of Charlotte, the Dessert Witch. In many timelines, the ones where she doesn’t have a partner, Mami dies here. Her death creates an absence that will lead to either Sayaka or Madoka contracting in her place. I can’t allow that to happen.” He floated back as Homura dropped down. 

Scraps floated to the ground as she flipped her shield, freezing time yet again. Homura darted through the barrier and jumped up onto a table. Mami Tomoe stood suspended, eyes wide with horror. The witch loomed above her, teeth gaping over her. She reached into her shield and raised a grenade. She removed the pin and hurled it toward the witch. Next came a series of gunshots, bullets soaring around the witch. 

As she hurled herself off the table and landed between Mami and the witch, she allowed her shield to slide back into position. The explosive detonated, her shield a barrier between the girls and the explosion. The witch exploded, grief seed floating into Homura’s waiting palm as the labyrinth faded out of existence. She exhaled; Mami was alive, at least for now. With a nod to Mami, she flipped her shield once more and disappeared.


	6. Disaster

Homura had planned for every possible contingency, or so she thought. She was not, however, prepared for Madoka to come running up to her on her way home, bawling. Homura instinctively wrapped her arms around her and squeezed, no longer aware of the fact Madoka had no idea that she was her best friend. “What happened?” 

“S...Say….ak….a…” she managed to stutter out.

“What happened to Sayaka?”

“She’s in a labyrinth!” Homura froze. She grabbed her and yanked her into an alleyway. She transformed into her magical uniform, hand still firmly locked on Madoka’s arm. 

“Lead the way,” she ordered as she slid her shield back in an attempted to buy some time. Madoka looked around in shock at the frozen streets around them. 

“What?” 

“It doesn’t matter. Lead the way, but don’t let go.” She took off running, pulling Homura off into the city. 

“So what happened? Why do you need me?”

“Sayaka got pulled into a labyrinth!”

“Where’s Mami Tomoe?”

“She’s fighting another witch somewhere else.” Homura nodded. Madoka dragged her around a corner. Rising before her was a warehouse she knew too well. Within would lie the box witch in her labyrinth. It would attack someone close to Madoka regardless. Perhaps Mami’s survival meant Sayaka would be the victim, given that she was not a magical girl. If she didn’t kill it, Hitomi would become its defenseless prey. She threw open the doors and released time. They slammed loudly behind her. She made her way into the closet that she assumed housed the entrance. With a flick, she channeled her power to tear open the reality around her for the hidden one. 

Nothing happened. No streaks of blue cutting through the world and tearing it away. No twisting feeling in the pit of her stomach as she was pulled into a labyrinth. The witch’s entrance wasn’t here. She raised her hand and focused on her soul gem. It pulsed. She wandered randomly around the warehouse, following the pulses until she was standing in the center of the room. As she tore through reality, her stomach dropped and blue light cut across her view. Next thing she knew, she was plummeting through the witch’s realm, screens around her flashing images of Madoka: Madoka bleeding out under the steely grey sky, Gretchen Kriemhild spreading across Mitakihara City, her own gun aimed at Madoka’s soul gem.

The witch’s familiars surrounded her, tearing and grabbing at her hair and clothes. They fell to the ground in a flurry of bullets. Her boots clicked against the floor below her. She raised her head to see Madoka plummeting toward her, screaming, twintails streaming behind her. Homura tossed her hair over her shoulder and bounded into the air, arms nestling steadily under her back and legs. She pulled Madoka up against herself as she drifted to the ground, where she set her down. 

“Thank you, Akemi-san,” she said.

“Homura. Call me Homura.” Madoka nodded. 

“Thank you, Homura-chan.” She lead her through the labyrinth, winding through corners and corridors, rooms of televisions projecting thoughts. She dragged Madoka along, praying she wouldn’t see the cascading images of her own face, guns firing through the armies of familiars that raced toward them. 

They burst through the barrier. The witch sat crying in a corner, twintails whipping around her angrily. She scanned the scene looking for Sayaka and hoping, wishing, she was alive. Her eyes registered a burning blue light below the witch’s form. As she ran toward it, the circumstances of the light’s origin became clear: Sayaka, falling to the ground as Kyubey leered above her, ears drawing Sayaka’s soul out of her body. She’d made her wish. Her contract was forged; she was a magical girl. 

She looked back at Madoka, who was staring at Sayaka in fear. Maybe she didn’t understand what was happening, or maybe she really, truly did. Either way, it didn’t matter. There was no way to save her now; Sayaka Miki would become a witch one day soon. The only thing she could do was protect Madoka when the time came. Lost in her reverie, she didn’t notice her devastating look of horror and grief until too late. She only snapped back to attention as she heard the scream.

She spun around. The witch’s twintails were extended in front of her, one on the ground and one hovering several feet in the air. Dripping from the upper one, blood and viscera splattered on the ground; shreds of Sayaka’s bloody school uniform hung in its grasp. Her eyes widened. A flick of her shield, a flurry of gunshots, a resumption of motion, a series of explosion, and the world faded back to the warehouse as Homura picked up the grief seed. 

She threw her hair over her shoulder and turned back to face Madoka. “This is what it means to be a magical girl. Now, do you see why I don’t you to contract?” Madoka didn’t respond, tears rushing down her cheeks and legs quivering.

“Sa...sa… sa…” she sputtered as her legs gave out from under her, leaving her sitting on the dusty warehouse floor.


	7. Planning

Homura extended her hand toward her. “Madoka Kaname.” She looked up. Homura could almost see the shards of her dreams scattered behind Madoka’s wide, shimmering eyes. “Madoka Kaname.” She raised her hand and allowed Homura to pull her to feet. The girls stumbled out of the warehouse, Madoka leaning heavily on her as the tears continued to fall in unceasing waves, soaking the shoulder of her uniform translucent. She tripped over nothing as Homura guided her home. With a flick of her shield, she helped her through the door and up the stairs. She helped Madoka to her bed and let go. 

She darted through the house and out into the street as time resumed. She let her costume dissolve back into light. As she walked, her hand slide in her pocket and closed around the grief seed. Despite all she had seen, the brutality of Sayaka’s death stung. “Homura.” She spun around. Doctor Strange stood on the street behind her, silhouetted in the streetlights. “What happened?”

“Sayaka Miki is dead.”

“Who?”

“Sayaka Miki was Madoka’s best friend. She was killed by the Box Witch in the process of becoming a magical girl.”

“So what now?” Homura froze. That was the catching point. Even without the anomaly that was Doctor Strange, this situation had never come before, with Mami alive, Sayaka dead, and Kyoko still absent.

“I… don’t know,” she confessed. 

“Homura?” he stepped forward. “What’s the matter?” She didn’t know what to say. She was so used to knowing what to do, or, at least, having an idea of what not to do. She felt that shy, fearful girl she’d thought long gone begin to creep back up on her. Her knees shook, tears began to well up in her eyes, and her throat began to close.

Doctor Strange’s hands clamped onto her shoulders. She choked out a ragged breath. “Homura, it’s okay. Just breathe. We can and will figure this out.” She chose to focus on her soul gem, magically forcing her breathing to return to normal and her body to stand still. She pushed her past self back into the dark recesses of her mind. 

Homura looked up to him. “We will. We have to. I have to.” 

“Of course.” With a flick of his hands, he opened a ring of fire and slid it around them, bring her back to his home once more. He led her into a different room from the last time and gestured to a chair. She sat down, and he sat across from her. “So, Homura, explain the situation.”

“Sayaka Miki is now dead; this will undoubtedly have a huge impact on Madoka, given that she just watched her best friend be torn apart. Mami Tomoe is still alive, sane, and active, although she is also a case where Sayaka’s death could have extreme effects on her. Kyoko Sakura, who you do not know, is not yet in Mitakihara City. There is less than a month until Walpurgisnacht arrives. As it stands, our city has two magical girls, Mami and I, and possibly you, depending on what you plan to do, to protect it.”

“I will most definitely be fighting.”

“Okay, so the three of us will have to fight Walpurgisnacht. I don’t know the extent of what you can do, but usually, teams of three fail, whoever they are made up of.”

“So should we find and recruit Kyoko Sakura?”

“I don’t know. Kyoko tends to be very independent. It’s difficult to get her to care about anyone besides herself, but we should try.”

“That does seem to be the best course of action. Can you be prepared to attempt to contact her relatively soon?”

“Of course.”

“See, Homura, it’s okay. We figured out a plan.” She nodded. “I’ll send you back to Japan.” He spun his hands in a circle and opened another ring of fire, this one to a back alley branching off of the street he’d caught her on. She stepped through and looked behind her, back at him. He nodded to her, and the circle closed.

She took off down the street, head down. She finally reached her home quite a while after she’d hoped to, and with a new goal. The door was opened with a flick of her ring, and she set about pounding through her homework. It was so easy that she was already formulating a plan to get Kyoko on their side even as she wrote out her essay. Once she’d pushed her chair back and rose to her feet, Homura Akemi began to make preparations.


	8. Recruitment

Homura was already waiting for him when Dr. Strange stepped from a portal into a side street. She was wearing her magical girl costume, her shield primed and ready. “So where do we find Kyoko?”

“A church a few miles away from here, I’d presume. I’ve never actually been there.” She reached into her shield and pulled out a map, which she handed to him. He scanned it. One building in a nearby city was circled in red, labeled with a set of characters he assumed were Kyoko’s name.

“Is this the place?” She nodded. He raised his hands and slipped on his Sling Ring. Spinning his hands, he forced open a portal. On the other side were the shattered windows of a long-abandoned church. She tossed her hair over her shoulder and stepped through, and he followed.

“Who the hell are you, and why should I not kill you right now?” He spun around. Behind him was a red-haired girl with a spear aimed firmly at his chest. She was clearly a magical girl, judging by the costume she was wearing.

“I assume you are Kyoko Sakura?”

“What’s it to you?” He glanced at Homura. 

“My name is Homura Akemi. This is Doctor Strange. We are here because we need your help. Walpurgisnacht is coming to Mitakihara City, and, as it stands, those of us there cannot win. There are only two magical girls, Mami Tomoe and I, as well as Doctor Strange. We are not enough to defeat Walpurgisnacht.”

“And why exactly should I help you?” Her stance deepened. With a twist, she was holding a second spear, this one aimed directly at Homura, who was reaching into her shield. He put his hand on her arm; he may not know Kyoko well, but he assumed pulling a gun was not going to improve anything. She pulled something small out of her shield and threw it. He tensed. It glinted red in the filtered light. Kyoko gasped and dove for it. 

“No!” he shouted. Whatever it was, it was likely an explosive. Kyoko’s fingers closed around it, and she held it up. 

“How could you? Didn’t anyone ever tell you not to waste food?” Food? He finally recognized what she’d thrown: an apple. Kyoko took a bite.

“Well, Kyoko, how about this? I’ll provide you with food, in exchange for your help,” Homura offered.

“Fine. But I get to dictate what kind of food, and you supply grief seeds if I need more than I would if I weren’t helping you.” Homura nodded. 

“Deal.” She turned around. “Doctor Strange?” He nodded and opened another portal. 

“By the way, how’s ol’ Mami doing?” Kyoko asked. He was confused; did she know Mami somehow?

Homura almost smiled. “She’s doing well, although we did have to save her from a witch a week ago.” She tossed her hair and stepped through the portal. 

“Thank you, Kyoko,” he said as he followed her. “It seems as though that went well.”

“It did. It is interesting, however; Kyoko still cares about Mami.”

“So, what is our next step? Do you have any ideas?” 

“I believe the next step would be to get all us together at some point.”

“I’ll plan for it.”

“Thank you.”

“I’ll send you home?” She nodded. He opened a portal and she ran through. Instead of going home, however, she walked to Mami’s apartment. She climbed the flights of stairs and rapped on the door. Mami opened it, and with a gesture, invited her in.

“How can I help you, Akemi-san?” she asked as she handed her a plate of cake. 

“Thank you. As for business, Walpurgisnacht is coming. I’m putting together a team to fight her when she arrives; I need to be sure you’ll be on it.”

“Of course. How could I not be?”

“Thank you. I will be in touch.” Homura rose to her feet and bowed. With a tap of her shield, she ran. Now her team was assembled, and preparations could begin.


	9. Training

The girls were sitting in a cafe. Mami was eating a crepe; Homura’s fingers were laced around a cup of tea. Spread in front of Kyoko was several slices of cake, a crepe, three plates of dumplings, and a cup of coffee, which she was rapidly devouring. The bell over the door rang. Doctor Strange slid into the booth. Homura noted that he was not wearing his weird wizard cosplay costume, but just jeans and a t-shirt. The girls themselves weren’t wearing their school or magical girl uniforms, but she was still somehow surprised. 

“First things first, Mami, this is Doctor Strange. He’s going to be helping us.” She nodded, blonde curls shaking over her shoulders. He smiled. “Today he offered to help us practice.” Kyoko looked up from the pile of crumbs and coffee-soaked napkins in front of her. “I will provide grief seeds afterward.” Kyoko flashed her a thumbs up and stuffed a dumpling into her mouth. 

“Well, we should go,” he said. Kyoko shot him a look as he moved to get up. She rapidly shoved several dumplings and half of a slice of cake down her throat, gulped, and stood up. The others followed. As he led them out of the cafe, he turned to Homura. “Where’s Madoka?”

“With her family. Kyubey won’t approach her with them around, and I imagine her parents will make her stay with them,” she responded. They turned around a corner into another back alley. He raised his hands and opened a portal, surreptitiously opening an entrance to the mirror dimension on the other side. Kyoko and Mami watched him fearfully, but Homura stepped right through. Mami gasped as she disappeared. With a swipe, he brought the portal and gateway around all of them. 

“Are you sure our practice won’t damage your house?” Mami asked. Homura almost smiled; Mami never changed. 

“I’m quite sure; this is an alternate dimension, a little bit like a labyrinth. Nothing you do here with affect our world.” Kyoko grinned. A spear appeared in her hand, and she hurled it at a wall. It landed with a thwack into it. Mami nodded, concerns abated. 

“So, how’re we doing this?” Kyoko pried. In response, he slammed his hands together, slid them around and planted them on the ground. Purple and blue sparks flew across the ground and through the air. They began to collect in front of them. The girls transformed, casting a kaleidoscope of purple, red, and yellow against the wall along with the glow of the sparks, which by then had gathered into an orb. The orb glowed harsher and brighter until it exploded, raining down on them, When the light cleared, the space was now occupied by a large creature. It was almost entirely covered in eyes, connected by a glowing purple goo, as well as several smaller ones, each a sphere of goo with one large navy eye with a slit pupil. 

The spheres soared toward them, gurgling, leaping off the ground. Mami smiled and spun around. Her signature white rifles fell from her skirt in a circle. She picked one up and fire it at one of the spherical blobs. It exploded, spraying goo everywhere. A huge clump splattered against Kyoko’s shoulder. She winced as it burned her uniform away and began to eat away at her skin. Homura lept into action. She pulled a knife from her shield and ran to Kyoko. Gently, she used the blade to push the gunk off of her shoulder. It landed on the ground. She raised the knife to eye level; the blade was corroded and pockmarked. Kyoko’s skin was bright red, covered in boils.

“Thank you.” Kyoko’s soul gem glowed as the flesh returned to its pale color and the scarlet cloth stretched across the hole until there was no evidence it had ever happened. “So the goo hurts.”

Mami slammed a creature with the but of another rifle. It splattered against the wall. Kyoko grinned, expanding her spear to its longer chain form. She flailed it gleefully, smacking the creatures around all over the place, surrounded by a red forcefield. Homura grabbed Doctor Strange and flipped her shield back. “What are these things?”

“I found them in the same book I got my information on Kyubey; they’re minor monsters from another dimension.” She nodded and pulled out her gun. Her bullets rocketed around the room, each poised to strike a small spherical monster. She darted forward and grabbed Mami’s hand. 

Mami blinked and looked around at the frozen world. “Homura?” Homura pulled her back towards Doctor Strange. She raised her shield, projected her violet forcefield, and let time resume. Gunk exploded everywhere. At that point, and that remained was the large one. The girls poised to attack. Doctor Strange flipped his hands and revealed a large red whip. The creature gurgled. From within the creature, a spine shot out toward him. He flashed his whip and cut in in half. With a squelch, it grew back, now a long whip of its own. It wrapped around him before any of them could react.

Mami was the first to move. She summoned a yellow ribbon that spiralled around her. With a flick, it wrapped around the tentacle. “Kyoko!” she yelled. She leapt into action. The creature spat out two more arms that soared toward both of them. Homura grabbed Kyoko’s arm and flipped her shield. The creature froze. Kyoko looked around in shock.

“What did you do, freak girl?” 

“It doesn’t matter. Kyoko, do what you have to do. Don’t let go or you’ll be frozen too.” Kyoko nodded and extended her spear. Two quick flicks and the tentacles hung severed in the air. Homura let go and stepped back. She fired several forms of explosives into the creature before letting her shield slide back into position and motion resumed. Mami blinked as the tentacles fell to the floor. Kyoko cut the other one off, and Mami pulled it away. Doctor Strange struggled to free himself. When the coils fell to the floor, Homura saw his clothes had mostly been burned away, and the skin underneath was burned red and covered with boils. 

The rest of the creature exploded, spraying purple goo onto all of them. Doctor Strange had preemptively raised his shield, but the girls were all covered. Mami hissed, and Kyoko winced. Homura froze time once more. As she had done with Kyoko, she went around to the other girls and scrapped off the goo, before finally stopping to get it off of herself. She dropped the sliver of metal left from her knife as time resumed.

Mami smiled. “Well, that went well.”


	10. Priming

Kyubey slipped around a corner, tail slinking behind it. It scaled the wall to Madoka Kaname’s bedroom, where it found her on her bed, crying and rocking back and forth. “Are you grieving, Madoka Kaname?” it inquired. She looked up, eyes wet and red, entire shirt soaked. It might have felt bad for her if it had been born with such a defect as emotion. She choked out a sob. It could use this. 

“Why didn’t you tell us we would die?”

“It wasn’t relevant. Besides, the miracle you receive is worth far more than your insignificant human life. Sayaka Miki could have spent her entire life working with that boy, and he would never have been able to play again. So in the end, she benefited.” 

“Why do you do this? If what we get is supposedly worth so much more than we give?”

“I harvest grief seeds after you use them to help provide energy to protect the universe from ending from entropy thousands of years from now.”

“But why like this?”

“Because it’s efficient.” Her tears renewed, faster and hotter than ever. “If you became a magical girl, you could generate enough energy to end the cycle.” She looked up, expression clear. She was going to do it. Then her face fell. 

“I don’t know.” It slipped out of her window and down onto the street. Sayaka Miki had been a disaster; it’d wasted precious energy healing that boy and she’d died before she could even begin to produce the energy it desperately needed. At least now Madoka was primed. She’d contract any day now. Suddenly a series of bullets passed through its body. As they did, it created another body from the elements around it. An emotional being would have been frustrated by the waste of energy recently. It took control of its replacement body and slunk back into the lamplight. 

The heels of the anomaly, Homura Akemi, clicked on the sidewalk next to it. She tossed her hair as she landed. It looked up. “Homura Akemi.” It tilted its head at her. “Why do you hate me?” It leapt forward and began to consume the corpse in an effort to regain some of the lost power.

“I see through your act, Incubator,” she hissed. “You manipulate, lie, and destroy in the name of the universe.”

“I only do what makes sense.”

“Stay away from her.” Then it understood.

“Do you love Madoka Kaname, Homura Akemi?” She fired another bullet through its head. It stepped out of the shadows. “Humans are such illogical creatures.” She tossed her hair over her shoulder and disappeared. It would never understand humanity, strange and capricious creatures that they were. It consumed its corpse and went on its way before slinking back toward the home of Madoka Kaname. By now she had fallen asleep, pink hair and yellow shirt still soaked, thrashing wildly. It flicked its ears to focus its telepathic powers into entering her dream.

Madoka stood at the edge of Kirsten’s barrier as Sayaka formed her contract. It saw itself above the girl's body, forging the soul gem. Before it could fully isolate the soul, however, the witch attacked, twintails wrapping around Sayaka’s falling body and rending it in two. It was almost ironic, the end result, the witch, tearing Sayaka from her journey. It saw the gore and heard Madoka’s scream. Kyubey could use this. 

“You could change this. Form a contract with me, become a magical girl, and Sayaka can be the last girl to have to die for the greater good.” It used its power to take control of the dream. A pink and white dress blossomed across Madoka’s body, white gloves appeared on her hands, and red heels on her feet and a rose stalk appeared in her hand; the stalk bloomed into a bow. Madoka raised it and fired a single glowing pink arrow through the witch. The dream shattered in a blaze of pink light. It slipped onto her shelf as she rubbed the sleep from her eyes.

“Kyu...Kyubey?”

“Madoka Kaname.”

“Is it true, could I change it?” 

“With your power, you could do anything.”

“If it can save so many, I have to do it.” Kyubey knew victory was at hand. 

“All you have to do is make a wish.”

“What would I wish for?” She sat on her bed thoughtfully. Someone knocked on her door; it slid out the window, off the roof, and down into the street. The stage was set.


	11. Defense

Homura put the map on her table. She pulled the cap off of an orange marker and drew a circle. “This is where Walpurgisnacht will appear. “

“And how do you know that?” Kyoko spat.

“Statistics.”

“There’s no record of Walpurgisnacht ever appearing in Mitakihara CIty. Where are you getting your statistics from?”

“How long do we have?” Mami redirected. 

“At this point? About three days.” 

Doctor Strange cleared his throat. “And are we prepared?”

“All I can do is set up at this point. Are you three ready?” They nodded.

“I’m hungry,” Kyoko said, less complaint and more demand. Homura tossed her an apple. Doctor Strange turned to her.

“Where are you even finding those?”

“That doesn’t matter. Now, do any of you need anything?”

“Will the civilians be safe?”

“They’ll think it’s a hurricane.” She gestured, and two screens drifted towards them, each playing a different video in utter silence, one a news broadcast describing a massive hurricane while displaying footage of the storm. The other showed the same footage with a purple, white, and grey creature in the place of the hurricane. “There’s a storm shelter in town, although the city is usually obliterated during the fight. Sometimes the shelter holds, others it doesn’t.”

“Is there a way to ensure that it holds?”

Mami raised her hand. “Magic could work, I suppose.”

“Let’s do that tomorrow.” They agreed and each went home.

The next day, they met in the cafe again. Doctor Strange had arrived before them that day and ordered a cup of coffee. Kyoko was the last to arrive. Before she could even sit down, he was up and leaving. They walked out of the shop before he turned to Homura. “Lead the way.” She guided them to a huge building in the center of the city. He pulled out a copy of her map and checked it. “Walpurgisnacht is supposed to appear only two miles away from here?” She nodded. “Then we definitely have to do it.”

“I don’t see why we should bother. Why waste our power for them? The strong survive, the weak don’t. It’s simple science,” Kyoko objected.

“Because that’s why we are magical girls,” Mami explained. “To defend those who can’t defend themselves.”

“Don’t feed me that peace and justice bullcrap, Mami.” 

“You don’t have to do it, but we will,” Homura conceded. She tossed her hair and transformed. Kyoko turned away.

“Come find me when you’re ready to do something actually useful.” She transformed as well before jumping onto a rooftop and disappearing.

“We have to make sure nobody else comes by and thinks we’re doing something suspicious.”

“Homura, you could use your power?”

“That’s not sustainable for long enough to do this.”

“I’ll handle it,” Doctor Strange decided. “Could you stop time while I do it so no one sees?” She nodded. 

“Mami, could you make one of your ribbons?” He looked confused. “So that I can connect us so he isn’t caught in time too without needing to hold on to him directly.” She nodded. A flick of her hand, and she transformed. Another flick, and a yellow ribbon wrapped around his upper arm. She handed the handled to Homura, who let her shield slide back and watched the world slow to a halt. 

He spread his hands. A series of large yellow glyphs drifted up around him, glowing until they formed a large gold hourglass, surrounded by rings of light. She unfroze time. All around them, people stood up and walked away, too many to just be a coincidence. “It’ll keep them away until the sand runs out.” Homura nodded, and the three of them began. Mami and Homura walked around the building, using their power to reinforce the structure and specially enchant it to be safe from familiars. Doctor Strange seemed to focus on ensuring that no one would notice the modifications, how the building had gone from grey to purple and yellow, slightly glowing.

All in all, it took them about an hour to complete the process. Assured that the structure would hold, the girls released their transformations. The hourglass dissolved into dust. The people slowly migrated back, confused. Among the confusion, no one noticed the woman on the roof.


	12. Cooperation

A gasp emanated from the crowd. The girls looked up as the whispers spread. A woman stood on the edge of the building, black hair whipping in the wind as she stepped forward. Mami was the first to react. Her ring glowed, and yellow ribbons spun around the ground, forming a tightly woven net that caught her as she fell. The three rushed toward her. Homura arrived first. Gently brushing the woman’s hair back, she uncovered a mark on her neck: a semi-reflective circle surrounded with a lacy grey pattern. A witch’s kiss. A swipe of her fingers and it disappeared. 

“What was it?”

“A witch’s kiss. We have to find the witch.” She rose to her feet and tossed her hair over her shoulder. Her ring morphed into her soul gem, as she turned to Doctor Strange. You stay here with her, do whatever you have to do, Mami and I will go.” He nodded. Mami smiled as Homura rosed to her feet, soul gem already glowing in hand. She followed the pulses into the building and through the halls. Finally, they stopped in the center of a large hall. The two transformed, and she pulled a gun as Mami opened the labyrinth and dove through. Homura almost gasped; she’d never seen a witch here. She followed, black hair streaming behind her. They landed in a dark room surrounding by silver mirrors. Out of the mirror crawled the witch’s familiars, ghostly images of Homura and Mami bearing mirror-like shields and swords. 

Mami grin. She curtsied, letting her guns slide out. She spun, firing bullets at them and smacking them with her rifles. Back to back, they easily slaughtered the familiars. One managed to block a bullet with its shield and almost sliced Homura before she clubbed it with her own gun. The weapons cracked as it fell. She reached into her shield for another only to be mobbed by the creatures. One, an image of Mami, brought its sword down on her. She preemptively blocked off the pain and prepared to heal herself, only for the sword to pass through her arm. She shot the creatures off of herself before turning to Mami.

“They can’t hurt you. I don’t think they’re the familiars.” 

“Then what are?” She scanned the room.

“The mirrors?” She fired a bullet into one; it shattered, spraying glass everywhere. The images stopped climbing out of it. They shot the mirrors one by one. Shards flew across the room, clinking on the ground. The two ran through the barrier, a huge wall of glass and light. They emerged in a room surrounded by their own reflections and that of the woman. Scattered among them were images of other witches, ones neither of them had ever seen. The witch itself was a huge translucent blob. Mami stepped forward. She removed her hat and waved it in front of her, letting her rifles fall. The witch gurgles and contorted into another shape in blue and yellow: Candeloro. Homura inhaled sharply; Mami, of course, didn’t recognise it. She spun her hands, drawing rifles into her grasp, firing them, and discarding them. Homura pulled out a weapon of her own and slid back her shield.

She fired a series of bullets around the witch, followed by a missile poised to go through its stomach. Time resumed, and the witch exploded. Rather than everything dissolving, it reformed, taking on the appearance of the skeleton draped in a gown that bore a striking resemblance to Homura’s uniform, black hair spread around its head, and a crown of red lilies. She could only assume one thing: this was her own witch form. Mami hissed and sprung into the air. Her ribbons spun around it, binding it. Another formed her huge gun.

“TIRO FINALE!” The witch erupted into light. As it dissolved, the labyrinth went with it, leaving a grief seed that Mami scooped up. The two released their transformation. Someone snickered behind them.

“I should have known the only way those twintails were possible was magic.” Homura spun around. Kyoko stood grinning behind them. “You actually do something fun and no one invites me?” 

“I’m sorry, Kyoko.” Mami bowed. Kyoko pulled out a package of Pocky and began eating one as they walked. She led them out of the building and into the sunlight. Doctor Strange stood there, waiting. 

“You killed it?” 

“Yes. How’re things going out here?”

“As well as could be expected, given the circumstances.” He gestured to the woman. “She’s confused and shocked. Her wife is trying to comfort her.” Homura tossed her hair over her shoulder. “Shall we go?” The girls agreed. He looked around and spotted the forest nearby, so he led them there before opening a portal back to Homura’s house. From there, they went their separate ways, Kyoko and Mami heading home. He turned to Homura. “We’re ready?” 

“It seems so. There are only two days left until its arrival, Madoka remains uncontracted, and this is the best team I’ve ever had.” Her violet eyes gleamed in the light as a transient smile flickered across her face. “We can only hope that’s enough.”


	13. Showtime

The day had arrived. Walpurgisnacht was coming. The city had ordered all of the citizens, including Madoka, into storm shelters. The entire city was silent, except for the wind, and the voices of three teenagers standing on a roof.

“And you’re sure it’s today?” 

“Yes, Kyoko. Just be patient.”

“We’ve been standing here for two hours! I want to fight something!” 

“Kyoko,” Mami soothed, “soon we will be engaged the most important fight of our careers. You can wait.” Her twintails bounced wildly in the wind. Doctor Strange nodded gravely. He was as prepared as possible. He’d convinced Wong to let him borrow the Eye of Agamotto, although he hadn’t really convinced him that something the librarian had never heard of was a threat. Homura tensed.

“It’s coming.” The wind picked up, the sky went grey, and it began. The familiars appeared around them, dancers for the witch’s stage, girls silhouetted in starlight. Kyoko summoned her spear to engage one, a figure in a flowing skirt wielding two knives. She stabbed. It spun. It stabbed. She ducked. She jabbed and slashed, blocked and ducked. It moved like water, spinning and flowing, swiping and slicing. Three more dropped behind them. One, bearing a sword, charged them; two others, each carrying a spear, moved around them. Mami smiled. Her ribbons flashed like lightning, binding the familiars. Homura shot them, bullets passing through their chests. They exploded into starlight. Two attacked Doctor Strange. One sat on a roof, bow aimed at him. The other one was attempting to stab him through the back with a dagger.

He spun and summoned a shield. An arrow whistled through the air toward him. “Doctor Strange!” Homura yelled. He spun to block the arrow, and the knife sliced down his back. He hissed and jabbed his hand back. A sparking orange blade appeared in his hand and cut through the familiar’s stomach. It twisted and dissolved. He threw the blade at the one on the rooftop. He missed, but it jumped down from the rooftop, tailcoat sailing behind it. Mami’s ribbon twisted into a gun, and she fired it through the creature. Behind her, Kyoko lowered her spear as the familiar shifted into stardust. 

Another figure dropped down beside them, a girl wearing a long cape. She flipped her shield and blasted it. She shot many of the others around them, despite already knowing how futile it would be. The familiars would come back again and again until the witch was defeated, and she had to conserve her magic. Homura tossed her hair over her shoulder and looked around. With no familiars in the immediate vicinity, she exhaled. 

Mami smiled. “Well, that wasn’t so bad.”

“You’d think the most powerful witch ever would be able to rustle up some more impressive familiars,” Kyoko said.

“It’s not over yet.” A sword whistled past Mami’s shoulder. Homura looked up. Standing on a lamppost was a figure in armor and a long cape, bearing a sword and shield. Kyoko gasped. It was a young girl, no older than ten, reborn as a performer on the accursed stage.

She spun, blades launching toward them. They jumped out of the way as the swords shot past and into the building behind them, where they dissolved. Mami was the first to retaliate, firing a series of bullets towards it. It blocked and dodged. Mami continued to fire. The familiar responded with another volley of blades. Soon, the two were engaged in a macabre dance of smoke and shield, bullet and blade, combustion and clanging. Both spun and spiralled, cape and twintails trailing behind them.

Three more familiars appeared behind them. They moved together, a ghostly archer flanked by twin lancers. Doctor Strange summoned a whip and lashed out, slicing a lancer’s spear in half, The weapon dissolved, only to reappear. The archer pulled back its bow, long hair whipping behind it. It loosed an arrow, arching towards Kyoko, a perfect trajectory for her soul gem. Homura flipped her shield back and shoved her out of the way. She blasted the familiars, spun around, and shot the child engaging Mami, frozen mid-leap. The arrow hung unwavering in the air. She raised her shield and let time resume. 

The arrow hit her shield; the familiars dissolved. When no more followed, they relaxed. “I need a grief seed,” Kyoko demanded. Homura sighed and, reaching into her shield, handed her one. She tapped it against her soul gem and tossed it back. 

“You and I should probably do that as well,” Mami advised. Homura nodded, using the same grief seed as Kyoko. Mami pulled out one of her own to purified her gem. Doctor Strange exhaled heavily. He let his whip dissolve and looked around. Homura tossed her hair over her shoulder and smiled. At this rate, maybe this could work.

“Did you feel that?” Kyoko asked. And she did, a cold racing down her back. She knew that feeling. She dreaded that feeling. In an instant, the sky filled with light, pink and green and purple. As quickly as it came, the light vanished. Then they heard it, a peal of sick laughter. Homura looked to the figure she knew was behind her, that had haunted her for a lifetime, a ghostly doll of lace and gears. The others turned to look as well. The color drained from their faces as they suddenly understood. Walpurgisnacht had arrived.


	14. Overture

Mami exhaled sharply. “Walpurgisnacht.” Her twintails spiralled in the wind as debris whipped past her face. Homura nodded. 

“Well,” Kyoko said, “let’s do this.” She extended her spear.

“Kyoko, no!” Homura knew what would happen if she used her magic. The witch rumbled and turned toward them. A building behind them rattled and cracked before collapsing forwards. Doctor Strange turned around and slid his hands across in front of him. Golden lines appeared, forming a barrier all around them. The barrier glowed brighter as the rubble slammed against it. The dust settled; Kyoko coughed when he let the barrier down. Walpurgisnacht laughed. The lamp posts around them were wrenched from the pavement and launched toward the group. Mami flourished and began firing at them with her rifles. The bulbs exploded, spraying glass everywhere. She spun the weapon, using it to bat a pole aside.

The pole dented, but otherwise continued toward them; the rifle exploded into ribbons. She blinked. She’d clearly expected that to work. The ribbons twisted and spun, wrapping around the pole. She flicked and tossed it toward the howling witch. Kyoko extended her spear into a chain and wrapped it around a pole. She jumped into the air and spun it in a circle. Most of the way around, she left the chain dissolve, hurling the post into the sky. Below her, Homura realized that they weren’t going to have time to handling the others. She flipped back her shield and froze time before grabbing Mami’s hand.

“You know what to do?” Mami nodded. She summoned a ribbon and wrapped it around Homura’s wrist before grabbing the poles, one by one, and launching them at the witch. They hung in the air once the ribbons themselves dissolved. When they were all gone, she let the ribbon between them melt away. She froze, still holding the thin remains of her ribbon. Homura shifted her shield back into position. The poles hit the witch, exploding. Kyoko smiled. Doctor Strange turned around to face them.

“See, Homura? We can do this.” The witch above them gurgled.

“We have to attack it. Retaliation is not going to be enough,” Homura advised. She flicked her hair over her shoulder and jumped into the air. Mami and Kyoko followed. Doctor Strange levitated into the air behind them. The witch cackled. Mami diverted to one side and summoned her rifles. One by one, she fired at it, soon almost hidden buy a cloud of smoke, a yellow stream among the gray. Homura pulled out a gun, and Doctor Strange summoned his burning red whip; Kyoko lashed out her chain. Chain, whip, and bullets ripped through lace and fragments of metal that knit together almost faster than they were severed.

Mami screamed as a building slammed into her, sending her flying. The witch blasted fire at the others. Homura pushed her way in front of them, raising her shield. The flames blazed around them, flares of brilliant and unnatural color. As soon as the fire abated, she turned to Kyoko and Doctor Strange.

“Stay here. Keep the witch distracted.” She dropped down to a roof, then to the street below, and took off running across the through the city, weaving in between various buildings until she came across a pile of rubble. She tossed back her shield in a desperate attempt to buy herself a little more time. A pulse from her soul gem confirmed that Mami was buried underneath it. She braced herself and began tossing debris into the air. It hung around her, suspended mid-fall. Her work continued for quite a while. At some point, her shield reset and time began to move again. The only reason she noticed was when the debris crashed down around her and the doll’s laughter resumed. She continued digging through the rubble, using her soul gem to zero in on her in order to reach her faster. Finally, she tossed aside a large slab of concrete and uncovered Mami’s form, broken and bloody.

“Ho...mur...a,” she sputtered. 

“Mami. Look at me. Focus.” She pressed her hands against Mami’s stomach and forced her power through her. She felt her crushed organs reform, knitting back together and returning to their natural shape. She lifted her blood-soaked hands, uniform cuffs dyed scarlet. “Mami.”

“Hom...ura.”

“Listen to me. You can heal yourself easier than I can heal you. Can you do that?” Mami groaned in response. “I need you to tell me. Can you heal yourself?” She nodded slowly and carefully. Her soul gem glowed, only to dim as Mami began to lose consciousness. “Mami!” Homura put her hands on Mami’s shoulders and sent a flash of power rushing through her. Her eyes shot open. “You have to stay conscious. Talk to me.” Homura looked up and behind her. Doctor Strange was holding a shield to protect himself and Kyoko from the witch’s fire. She turned back to Mami. The girl’s soul gem light up. Streams of yellow light wove across her body, righting bones and covering wounds.

“Homu...ra. I d...on’t… do… you… plan?” She nodded.

“Yes, I do.”

“Is it… good?”

“It’s the best we could come up with.” Mami sat up, feather on her hat poofing. She struggled to her feet. The witch cackled; she looked up, twintails spinning behind her. Kyoko was falling, her coat streaming red as she plummeted to the ground, Doctor Strange already in the process of catching her.

“We’re losing...” Mami spun to face her. “You lied.” Tears race down her face. “You don’t know how to win.” The flower on her head was an inky color, yellow gone.

“Mami… your soul gem.”

“It doesn’t matter, does it?” The tears came faster. Homura pulled out a grief seed and held it out to her. Mami didn’t take it. A wisp of black smoke slipped out of her soul gem. Her knees buckled from under her as more smoke came rushing out. Homura reacted before she really even knew what was happening. A gun was in her hand; a bullet soared across the feet between them. The world seemed to go silent except for the shattering of the soul gem into gold shards.


	15. Verses

Mami fell forward. Her twintails dissolved back into loose hair and her uniform turned back into civilian clothes. Homura exhaled. Mami Tomoe was dead. She looked up back to the witch. She tossed her hair over her shoulder took off running, jumping from lamppost to roof, roof to roof, then roof to sky. 

“What happened?” Kyoko asked. 

“Mami was dead by the time I found her,” Homura confessed. Kyoko didn’t need to know. She pulled out a grenade and launched it toward the witch. Doctor Strange put a hand on her shoulder.

“Homura.” She spun to face him.

“What?” 

“What happened?” She slid back her shield and grabbed his hand. “I saw you and Mami. She didn’t die on impact, did she?”

“No.” Homura ducked out of his grasp and began launching bullets and grenades at the witch. In all of the timelines she’d traversed, she’d never had to kill Mami herself, to watch her hero’s soul gem shatter because she had pulled the trigger. It had always been Madoka, or Charlotte, or Walpurgisnacht. Homura had never had to hold a gun in her own hands and shoot her. Time resumed and everything exploded. The witch howled and belched fire. Kyoko spun her spear and launched it through the witch, which just moved out of the way. Homura raised her shield and projected a barrier to protect them from the fire. A clump of pavement soared through the air. Doctor Strange lashed out with his whip, slicing it in half down the middle. Kyoko smiled. She summoned another spear and charged the witch.

The spear ripped through fabric, spewing stuffing and scraps of cloth. The witch hissed and groaned before blasting fire. Kyoko’s eyes widened as the flames blasted across her body, sending her flying across the sky. Homura flipped back her shield. No one else could be allowed to die. She still needed them; Madoka still needed them. She launched down from the sky toward Kyoko’s falling form. She put her hands under her knees and back. Kyoko winced when Homura came in contact with her burnt skin. She drifted down to the roof and set her down. 

“Kyoko. Are you going to be okay?” She looked down. Kyoko was crying slowly and silently. “Kyoko?” Her tears ran faster and she began to whisper. 

“Credo in unum Deum, patrem omnipotentem…” Kyoko was praying. She’d always known she was religious, somewhere in the back of her head, but, in all her travels, she’d never heard the girl pray. 

“Kyoko…” She ran her fingers over her skin, streaks of purple light rippling over the raw, red flesh. 

“Factorem caeli et terrae, visibilium omnium et invisibilium…” The burns began to lighten, the flesh growing back. It was going to be a slow process, she could already tell. She started with Kyoko’s head, letting her power to guide hers, in the hope that she would eventually be able to heal herself. “Et in unum Dominum Iesum Christum, filium Dei unigenitum…” 

Doctor Strange soared back above them, pursued by a hunk of metal. “Homura! Try to do that quickly, if you can.”

“Et ex Patre natum, ante omnia saecula, Deum de Deo, lumen de Lumine…” Her hands moved slowly and gently. Kyoko’s soul gem glowed; Homura assumed that she was numbing to pain from her hands on her burnt flesh and the regrowth of the skin. Her face paled to blush, then white, then color returned. She then moved down toward her shoulders, purple light flowing like water out of her blood-soaked hands. The gem on her hand was a murky eggplant color. 

Homura sat back, reached into her shield, and removed a grief seed. One tap later, her gem had regained its brilliant violet color. She leaned forward once again, hoping desperately that her need to stop wouldn’t cost Kyoko her life. She went back to work. “Per quem omnia facta sunt. Qui propter nos homines et propter nostram salutem descendit de caelis…” 

“Kyoko, can you hear me?” The girl didn’t respond; she seemed to be only barely alive, holding on by a thread and Homura’s magic. She could feel Kyoko’s consciousness shifting and stirring, entirely dependent on a desire to complete a half-remembered prayer. Her power flowed and pulsed, forcibly pulling her into life and awareness. She was close. She could feel the girl’s mind begin to stir. Homura could almost feel her magic reach out to greet her, to take charge of the process, allowing Homura to go back to fight, when she heard a voice, light and fearful, from down below.

“Homura-chan?”


	16. Finale

Madoka stood in the rubble below them, a beacon of pink and white in the black and gray debris. 

“Madoka Kaname! What are you doing here?”

“I came to help you, Homura-chan!” A ragged sheet of metal soared through the air. Call it instinct, call it a premonition, call it experience, Homura knew that Madoka could not survive being hit by the metal. She flung her shield back. Kyoko went silent. The witch stopped laughing. Madoka looked up at her hopefully. She leaped down from the roof, grabbed Madoka’s hand, and pulled her out of the way. Homura tensed. How had she not noticed? The incubator sat curled in a circle where Madoka’s feet had been. She let go before sending a volley of bullets through that monster, knowing it wouldn’t change anything. Tossing her hair over her shoulder, she sprung to the roof once more and returned to her work.

“Et incarnatus est de Spiritu Sancto ex Maria Virgine, et homo factus est…” Kyoko’s prayer resumed, signifying the return of time to its natural flow.

“You’re going to be okay, Kyoko. Just a few more minutes.” A scream tore across the city. Homura recognized it immediately: Madoka. She leaped to her feet, froze time again, and took off running. Kaname was frozen under a falling building, incubator now perched on her shoulder. She pulled the girl out from underneath. Time resumed. “Doctor Strange!” Homura called. He appeared beside her, robes ragged and drenched in sweat. “Can you keep an eye on her?” He nodded. She took off again. 

“Crucifixus etiam pro nobis sub Pontio Pilato; passus et sepultus est…” She slammed her power through Kyoko’s body, harder and faster than before. It didn’t matter if it was perfect. It didn’t matter if she hurt Kyoko in the process. It didn’t matter if she almost burned herself out to get it done. All that mattered was finishing so that she could get to Madoka. A harsh feeling rippled through her body: Kyoko’s terror and pain. “Et resurrexit tertia die, secundem Scripturas, et ascendit in caelum, sedet ad dexteram Patris…”

Then came another feeling, a too-familiar rush of hope, almost immediately crushed by Homura’s all-consuming horror. She knew that feeling. That could only be one thing: the birth of a magical girl. She looked around; a pillar of pink light blazed among the buildings and ruins of the city.

┉

Doctor Strange had tried. He had fought the incubator tooth and nail, whip and blade, spell and spear. It just kept coming back, again and again, no matter what he did. When he finally had to relent, just to breathe, Madoka had picked it up. He couldn’t risk hurting her. 

“Kyubey, I’m ready.” Its unnatural smile was taunting him. He was helpless.

“Make your wish, Madoka Kaname.” 

“I wish for the power to provide all the energy you’ll ever need. I want no one else to die for to save the universe. I want to release Homura-chan and Mami-senpai and that girl she’s protecting and all magical girls across the world. This is my wish, incubator.” It leaned forward, ears plunging into her chest. A pillar of rosy light blossomed around her. Homura appeared behind him. 

“We failed.” A pink light bloomed in Madoka’s chest before emerging into the sky as a glowing orb. She reached out and grabbed it. As she did, her uniform blossomed across her chest in a flurry of pink and white. The gem itself appeared on her chest. Homura made a noise. He turned to look at her; she was enveloped in a violet glow. Moments later, her soul gem dissolved into dust and her uniform disappeared. “What did you do?” Homura screamed, collapsing to her knees. “Madoka, what did you do to me?”

“You don’t have to do this anymore. You’re free now.”

“BUT YOU’RE NOT!” He knew then that it was up to him. He spun his hands and activated the Eye of Agamotto. The world froze around him: Homura, head in hands, shaking and sobbing, Madoka, the conquering hero, draped in pink and white, Kyubey, beaming and triumphant. 

He put a hand on Homura’s shoulder. Her sobs resumed. “Homura.” She kept crying. “Homura.” She looked up at him, face red and drenched. He wrapped his arms around her. She froze, horrified, before melting. He knew Homura was used to being alone. She didn’t realize that anyone could, let alone would, be there for her. She had built herself around Madoka, and the belief that Madoka would never understand. “Listen. It’ll be okay.” He spun the eye, green glyphs forming around his arm. Madoka’s soul gem sunk back into her chest, morphing her uniform back into civilian clothes. Kyubey stepped away and into the shadows. Homura slid her shield and stepped back. 

“This.. you...:”

“Homura. You know what you have to do.” And she did. They both knew she would have to reset the timeline once more and try again. She nodded. Homura turned around, closed her eyes, and reached into her shield. Then, in a ripple of dusty light, Homura Akemi was gone. The light continued outwards, consuming the world. He exhaled as his timeline dissolved around him. 

A million miles away and in the hospital just down the road, Homura opened her eyes to the harsh white ceiling. She got up and walked to the window, looking out over the whole-again skyline that bore no remains of the battle she had just fled. She walked over the the mirror, summoned her soul gem, and healed her eyesight. Homura pulled the ribbons out of her hair and ran her fingers through it, unwinding the braids as she raced out of the hospital and into the sunlight. She had work to do.

**Notes for the Chapter:**

> This is it, the ending. Thank you so much for those of you who stuck around through this process, leaving comments, kudos, or even just reading this story. I appreciate it so much.


	17. Random Oneshot

**Notes for the Chapter:**

> This is just a random one-shot based on an unused crossover concept. It is not set in the same universe as the rest of this story, and the events of that did not happen in this, so Homura and Dr. Strange have never met, etc.

Homura stood in the red dust of Titan. She’d agreed to follow Peter off of the bus to prevent Madoka from attempting to do the same. Now she was waiting, hoping, uniform stained with clay and soul gem tinged with black. Peter and Tony Stark were talking, the man clearly trying to comfort him as he struggled to process their failure. The group calling themselves the “Guardians of the Galaxy” sat on the rocks around them. The hostility among them was almost tangible. They all blamed Quill for the current circumstances. While she understood their anger, she could likewise empathize with him. His consuming passion for this person, this being, this Gamora, was achingly familiar.

Peter looked up. “Hey, Homura, have you ever seen this weird old show, Sailor Moon?” 

“I said no more pop culture references, Parker.”

“Yes, Peter, I have.”

“Yeah, I was thinking, are you like, one of those? Like the characters in that show?”

“In a way. It’s not nearly that great, though.”

“Really? That show always seemed really cool. So do you have like a magic cat? Can you do a transformation sequence?”

“No. There is no mascot, and I’ve never really had need or time to do a drawn-out transformation.”

“So, what can you-” Homura collapsed as a ripple of energy shot through the universe.

“Something is happening,” Mantis murmured. A look of horror spread across her face as she raised her hand to eye level and watched it crumble to dust. Thanos had won. Half of the universe was dying, a half that could include Madoka. It was a chance she couldn’t take.

“Akemi…” Strange warned. Perhaps he knew what would come next. She reached into her shield and spun the hourglass. A flurry of light blasted around her. She felt time racing back around her. The light around her began to turn green. Within an instant, the entire thing was green, rather than its natural monochrome. A whiplash sensation and she was on the surface of Titan again.

“Homura…” Peter stepped forward, concerned. “What happened?”

“I can’t… I have to… Madoka!” She shoved her shield back again. Her vortex reformed, only to once again be consumed by green light. She collapsed into the dust, tears streaming down her face. “Madoka!” Another spin, another flash. Again and again, Homura spun her hourglass, trying to reset the timeline, only to be yanked back by that green glow. She screamed, a bitter howl of agony.

“Homura…” Peter knelt down beside her. “It’s okay.” She looked around. The three of them were alone, the others carried away by the bitter Titan wind.

“No, it’s not. None of this is okay. I’m here and Madoka might die and I can’t stop it and I can’t go back in time and I don’t know what to do.” Homura ducked away from him. She flicked the timer one more time. The green light returned, ripping her away from her chance to do something.

A wave of raw anguish ripped through her body. All sound was sucked from the world as her soul gem exploded; a grief seed, marked with an hourglass, emerged as the noise came rushing back. It was loud, too loud. Peter reached out to try to comfort her. He needed to leave her alone. She screamed and howled as the world warped around her, becoming a ghostly, broken parody of Mitakihara. Stark grabbed Peter and ran away. Good. They both needed to be gone, to leave her alone. She lashed and thrashed.

“Homura!” Peter needed to leave. An army of figures charged him, girls formed in complete monochrome. “Mister Stark,” Peter wheezed, “I don’t feel so good.” She hissed and howled. A wave of her bound hands and a rock came crashing down. Stark pulled him out of the way. Homura raged, embracing the truth. This was her wrath, her despair, her terror, given form; this was the witch, Homulilly. 

“You’re alright,” Stark soothed. Who was he talking to, her, Peter, or himself? 

“I don't- I don't know what's happening…” Peter too began to turn to ash, dust in the wind. “I don't wanna go, I don't wanna go…” Stark wrapped his arms around him as though he could hold Peter together. She laughed. Peter finally disappeared, becoming dust in the winds of her empty city. Stark screamed and looked up at her, activating his blasters and firing at her. She laughed, familiars spinning to protect her. Stark fought valiantly but was so wildly out of his depth that he had to give up. When he did, she laughed and thrashed. He turned and ran, darting between jagged and twisted buildings of Homulilly’s city. She watched him go, chased by her dolls. He kicked and struck and blasted, blazing a hole through the barrier and eventually through the boundaries of her labyrinth. Finally, she was free. Homura Akemi was alone.


End file.
